`U. S. Securities and Exchange Commission
                              Washington, D.C. 20549

                                    FORM 10-KSB


[X]   ANNUAL  REPORT  PURSUANT  TO SECTION 13 OR 15(d) OF THE  SECURITIES  EXCHANGE
      ACT OF 1934

      For the fiscal year ended March 31, 2004

[  ]  TRANSITION  REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECUITIES  EXCHANGE
      ACT OF 1934

      For the transition period from _______ to _______

                            Commission File No. 0-9458

                             Eagle Exploration Company
                  (Name of small business issuer in its charter)

          Colorado                                    84-0804143
          --------                                    ----------
(State or other jurisdiction of                     (IRS Employer
 incorporation or organization)                  Identification Number)


                 1801 Broadway, Suite 810, Denver, Colorado, 80202
                 -------------------------------------------------
               (Address and zip code of principal executive offices)

Registrant's telephone number, including area code: (303) 296-3677


Securities registered pursuant to Section 12 (b) of the Act:  None
Securities registered pursuant to Section 12 (g) of the Act:

                            Common Stock, No Par Value
                            --------------------------
                                 (Title of Class)

      Check  whether  the  issuer  (1) filed all  reports  required  to be filed by
Section  13 or 15(d) of the  Securities  Exchange  Act of 1934  during  the past 12
months (or for such shorter  period that the  registrant  was required to file such
reports),  and (2) has been  subject to such  filing  requirements  for the past 90
days.  Yes [X]  No [  ]

      Check if there is no  disclosure  of  delinquent  filers in  response to Item
405  of  Regulation  S-B  contained  in  this  form,  and  no  disclosure  will  be
contained,   to  the  best  of  registrant's  knowledge,  in  definitive  proxy  or
information  statements  incorporated  by reference in Part III of this Form 10-KSB
or any amendment to this Form 10-KSB [X]

      Issuer's revenues for the fiscal year ended March 31, 2004, were $57,927.

      At July 14,  2004,  3,072,836  shares  of common  stock,  no par  value,  the
registrant's  only class of voting stock were  outstanding.  The  aggregate  market
value of the 1,186,256  common shares of the registrant held by  nonaffiliates  was
approximately  $427,052  at July 14,  2004,  based on the mean  between the bid and
asked  prices  on the  OTC  Bulletin  Board.  See  Item  5  herein  for  additional
information in this regard.

      Documents incorporated by reference:  None

      Transitional Small Business Disclosure Format:  Yes [  ]    No [X]



                                      PART I


Item 1.  Description of Business.

Nature of Business and Management's Plan

     Eagle Exploration Company's history of operations includes the purchase and
development of residential  and commercial  real estate.  See Item 6 below for a
description of two of the Company's current projects.  In 1992 the Company began
the change of its focus from oil and gas exploration to real estate development,
and in  connection  with this change  subsequently  sold most of its oil and gas
interests  and  investments.  However,  the  Company  continues  to  hold  minor
interests in oil and gas properties and indirect  interests by acquiring  equity
in other  oil and gas  companies.  The  Company  is also  investigating  various
potential acquisitions and other business opportunities.

     All statements  other than  statements of historical  fact included in this
annual  report  regarding  the  Company's  financial  position and operating and
strategic  initiatives and addressing industry  developments are forward-looking
statements.  Where,  in  any  forward-looking  statement,  the  Company,  or its
management,  expresses  an  expectation  or belief as to  future  results,  such
expectation  or  belief  is  expressed  in good  faith  and  believed  to have a
reasonable  basis,  but  there  can  be  no  assurance  that  the  statement  of
expectation or belief will result or be achieved or accomplished.  Factors which
could cause actual results to differ materially from those anticipated,  include
but are not limited to general economic,  financial and business conditions; the
business  abilities  and  judgments of  management;  the impact of unusual items
resulting  from  ongoing  evaluations  of  business  strategies;  and changes in
business strategy.

Employees

     As of July 14, 2004, the Company had two full-time  employees.  The Company
has and may retain independent consultants from time to time on a limited basis.


Item 2.  Properties.

     The  Company's  assets  consist  of cash and cash  equivalents,  marketable
securities,  real estate held for sale,  option to purchase real estate,  office
furniture and equipment, and minor interests in oil and gas properties including
one lease operated by the Company. See the Consolidated Financial Statements and
Notes related thereto in Item 7 below.


Item 3.  Legal Proceedings.

     No litigation is pending or threatened by or against the Company


Item 4.  Submissions of Matters to a Vote of Security Holders.

     No matter was submitted  during the fourth quarter of fiscal 2004 to a vote
of the Company's security holders.

                                         PART II

Item 5. Market for Registrant's Common Equity and Related Stockholder Matters.

     The table below  presents the range of high and low bid  quotations for the
Company's  common  stock on a  calendar  quarter  basis as  reported  on the OTC
Bulletin Board. The Company's  trading symbol is EGXP.OB.  There is little or no
trading in the Company's common stock,  hence the quotations set forth below may
not  represent  actual  transactions  and do not represent  transactions  in any
material number of the Company's shares.


                                    High Bid          Low Bid
                                    ========          =======
      2002
      ----
      1st quarter                   $.20              $.05
      2nd quarter                   $.30              $.10
      3rd quarter                   $.35              $.15
      4th quarter                   $.24              $.06

      2003
      ----
      1st quarter                   $.24              $.06
      2nd quarter                   $.35              $.15
      3rd quarter                   $.35              $.15
      4th quarter                   $.35              $.17

      2004
      ----
      1st quarter                   $.51              $.26

     As of July 14, 2004,  the Company had  approximately  500  shareholders  of
record of its common stock.

     The  Company  did not sell any of its equity  securities  during the fiscal
year ended March 31, 2004, nor did it repurchase any such securities during that
period.

     Holders of common stock are  entitled to receive  such  dividends as may be
declared by the Company's Board of Directors.  The Company has paid no dividends
on its common stock, nor does the Company anticipate that such dividends will be
paid in the foreseeable future.


Item 6. Management's  Discussion and Analysis of Financial Condition and Results
of Operations.

     The  following   discussion   should  be  read  in  conjunction   with  the
Consolidated Financial Statements and Notes thereto in Item 7 below particularly
with respect to our critical  accounting  policies and certain recent accounting
pronouncements.

     The  Company's  cash and cash  equivalents  at March 31, 2004 were $264,257
compared to  $720,331  for the prior year ended March 31,  2003.  The  Company's
marketable  securities  for the year ended  March 31, 2004 were  $658,406.  This
includes $200,000 in certificates of deposit.  For the previous year ended March
31, 2003, the marketable  securities were $317,468.  This decrease in cash, cash
equivalents and marketable  securities of  approximately  $115,000 was primarily
due to operating expenses and option payments as described further.

     Real estate held for sale at March 31, 2004 was $298,525.  The Company owns
a 55 percent interest in a one-acre,  undeveloped commercial lot. On October 22,
2002,  the Company  entered  into a contract to sell the  property at a purchase
price of $560,000 subject to the buyer obtaining all governmental  approvals and
permits for the buyer's proposed use. The City of Thornton,  Colorado,  approved
the buyer's  proposed  use.  However due to financing  problems at closing,  the
buyer was unable to close and forfeited the earnest  money.  The property is now
under  contract  with a new  buyer  at a  purchase  price  of  $550,000  with no
transaction  commissions.  Upon approval from the City, the sale is scheduled to
close in the fall of 2004.

     As reported  in its Annual  Report on Form 10-KSB for the fiscal year ended
March 31, 2002, Eagle  Development  Company,  a wholly owned subsidiary of Eagle
Exploration  Company (the "Company") owns a 25 percent  membership  interest in,
and is co-manager  of.  Buffalo  Highlands,  LLC, a Colorado  limited  liability
company,  (the  "LLC").  The LLC owns an option  ("First  Option")  to  purchase
approximately   320  aces  of  undeveloped  land  in  Adams  County,   Colorado,
immediately north of Denver, Colorado.

     The First Option  provided  for a $25,000  earnest  money  payment and five
$200,000  option  payments  from the LLC to the  landowners.  The first of these
payments was paid in August of 2001,  the second  payment was made on August 20,
2002,  and the third payment was made on January 15, 2003.  All option  payments
are  non-refundable.  The earnest  money and all option  payments may be applied
toward  the  $5,000,000  purchase  price  of the  land if the  First  Option  is
exercised. The LLC may be required to obtain relevant relinquishment agreements,
quit claim deed, surface use agreements or long term development leases, and the
landowner  is required to reimburse  the LLC by reducing  the purchase  price at
closing by the LLC's cost of acquiring the foregoing by an amount up to $100,000
or  reimburse  the LLC that  same  amount in the  event  the LLC  elects  not to
exercise the First Option.

     It is the intent of the LLC to improve the property by obtaining the proper
entitlements  for  single  and multi  family  use.  The LLC plans to rezone  the
property,  plat the  property  for  high-density  residential  use, and sell the
property prior to the expiration date of the First Option.

     In  accordance  with its plan,  the LLC  entered  into an option  agreement
("Second  Option")  with  an  unaffiliated  national  builder.  The  homebuilder
notified  the LLC of its intent to proceed  under the Second  Option on December
26,  2003.  The  Second  Option  essentially  assigns  the  First  Option to the
homebuilder and requires the homebuilder,  to the extent it continues, to escrow
with a title company semi-annual  payments in the amount of $234,000,  which may
be applied to its purchase price,  as  consideration  for the  assignment.  This
amount was  reduced to  $134,000  for the  payments  due on June 30,  2004,  and
subsequently.  The homebuilder must also pay the remaining option payments under
the First Option and pay all entitlement,  zoning and development  costs. If the
necessary  permits and approvals are acquired,  the homebuilder has the right to
purchase  a minimum of  approximately  600 lots  (platting  will  determine  the
ultimate   number   available)  on  a  portion  of  the  property   encompassing
approximately 200 of the total of 320 acres. The homebuilder will be required to
pay to the LLC $19,500 per lot. The remaining parcel of approximately  120 acres
to the City in exchange for park fee credits to be purchased by the  homebuilder
from the LLC at the time building permits are obtained for each residence at the
rate of  approximately  $2,000 per unit.  As  additional  consideration  for the
parcel,  the  homebuilder  agreed to assign  on-site  improvements  and off-site
improvements pertaining to the project to a metropolitan district, formed by the
LLC,  with  instructions  that  the LLC  will be  entitled  to any  payments  or
reimbursements made to the district.

     During the option period, which can be extended under certain circumstances
to December  31,  2008,  the  homebuilder  has the right to exercise  the Second
Option as to 40 percent of the  approximately  600 lots thereby  exercising  and
paying the full amount due under the First  Option.  The  homebuilder  must then
reassign the  remaining  portions of the land to the LLC. The  homebuilder  will
have  the  right to  acquire  approximately  180  lots  from the LLC at a second
closing,  and an option to acquire the  remaining  180 lots at a third and final
closing.

     Subject  to  regulatory   approvals  and  possible  extension,   and  other
conditions,  the first  closing  under the Second Option may occur no later than
January 25, 2005.  The second closing may be scheduled no earlier than one year,
nor later than two years thereafter. The final closing may be scheduled no later
than the  earlier  of two years  after the  second  closing or 21 days after the
homebuilder has sold 105 of the lots acquired on the second closing.

     There  can be no  assurance  that the  homebuilder  will be  successful  in
obtaining  all of the many  local,  county  and  state  approvals,  permits  and
licenses required to commence development of the land subject to the options. In
addition  the  homebuilder  faces risks  outside  its  control,  including  city
approval of final plat,  title defects,  inability to obtain  adequate water and
sanitation  facilities,  general economic conditions,  changes in interest rates
and infrastructure problems.  Further in the event the LLC is unable to obtain a
final plat from the city and or adequate water and sanitation facilities are not
available,  the LLC is  obligated to reimburse  the  homebuilder  for its option
payments.  Hence,  there can be no assurance that the homebuilder  will exercise
any of its rights under the Second  Option or that the LLC could then find other
parties to develop the  property  within the time  periods  remaining  under the
First Option.

     Stockholders'  equity  decreased  from  $1,608,445  at March 31,  2003,  to
$1,501,628 at March 31, 2004 or $106,817.  The Company incurred unrealized gains
on investments  available-for-sale  for the year ended March 31, 2004 of $40,938
as compared to an unrealized loss on investments  available-for-sale  of $80,569
for the year ended March 31, 2003.


Results of Operations

Fiscal 2004 Compared with Fiscal 2003

     Oil and gas  royalties  for the year ended March 31, 2004,  were $57,927 as
compared to $58,241 for the year ended March 31,  2003.  Interest  and  dividend
income for the year ended  March 31,  2004 was  $26,451,  and for the year ended
March 31,  2003  interest  and  dividend  income was  $34,347.  The  decrease in
interest and dividend  income is primarily  due to the decrease of cash and cash
equivalents.

     Total  expenses  for the period  ended  March 31,  2004 were  $232,383  and
$203,558  for the period ended March 31,  2003.  This is primarily  due to lease
operating expenses and accounting fees.


Financial Condition, Liquidity and Capital Resources

     The Company  believes its working  capital  position will enable it to meet
its cash operating  requirements  during the next 12 months.  In any event,  its
focus  during  fiscal 2005 will  largely be directed to closing its contract for
the sale of the commercial lot as well as finalizing the  negotiations  required
to execute a formal  contract with the national  homebuilder  on the option land
held by the LLC.




Item 7.  Financial Statements


                                 Table of Contents



Independent Auditors' Report

Consolidated Financial Statements

      Consolidated Balance Sheet

      Consolidated Statements of Operations

      Consolidated Statement of Changes in Stockholders' Equity

      Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements






                           INDEPENDENT AUDITORS' REPORT




Board of Directors and Stockholders
Eagle Exploration Company and Subsidiaries
Denver, Colorado


We have audited the accompanying consolidated balance sheet of Eagle Exploration
Company and  Subsidiaries  as of March 31,  2004,  and the related  consolidated
statements of operations, changes in stockholders' equity and cash flows for the
years ended March 31, 2004 and 2003. These consolidated financial statements are
the responsibility of the Company's management. Our responsibility is to express
an opinion on these consolidated financial statements based on our audits.

We conducted our audits in accordance  with the standards of the Public  Company
Accounting Oversight Board (United States). Those standards require that we plan
and  perform  the  audit  to  obtain  reasonable  assurance  about  whether  the
consolidated  financial statements are free of material  misstatement.  An audit
includes  examining,  on a test  basis,  evidence  supporting  the  amounts  and
disclosures in the  consolidated  financial  statements.  An audit also includes
assessing the  accounting  principles  used and  significant  estimates  made by
management,  as well as evaluating the overall consolidated  financial statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion, the consolidated  financial statements referred to above present
fairly, in all material  respects,  the financial  position of Eagle Exploration
Company  and  Subsidiaries  as of  March  31,  2004,  and the  results  of their
operations  and their cash flows for the years  ended March 31, 2004 and 2003 in
conformity with Public Company Accounting Oversight Board (United States).



                                             Ehrhardt Keefe Steiner & Hottman PC

May 24, 2004
Denver, Colorado



                    EAGLE EXPLORATION COMPANY AND SUBSIDIARIES

                            Consolidated Balance Sheet
                                  March 31, 2004


                                      Assets

Current assets
  Cash and cash equivalents                                           $     264,257
  Certificates of deposits                                                  200,000
  Marketable securities                                                     458,406
  Accounts receivable                                                         4,891
                                                                      -------------
      Total current assets                                                  927,554
                                                                      -------------

Non-current assets
  Office furniture, equipment and other, net of
   accumulated depreciation of $195,408                                      56,925
  Real estate held for sale                                                 298,525
  Equity investment in LLC                                                  212,739
  Other assets                                                               24,837
                                                                      -------------
      Total non-current assets                                              593,026
                                                                      -------------

Total assets                                                          $   1,520,580
                                                                      =============

                       Liabilities and Stockholders' Equity

Current liabilities
  Accounts payable - trade                                            $       7,565
  Accrued expenses                                                           11,387
                                                                      -------------
      Total liabilities                                                      18,952
                                                                      -------------

Commitments

Stockholders' equity
  Common stock, no par value; authorized 10,000,000
   shares; 3,072,836 shares issued and outstanding                        6,632,998
  Accumulated deficit                                                    (5,176,228)
  Unrealized gain on investments available-for-sale                          44,858
                                                                      -------------
      Total stockholders' equity                                          1,501,628
                                                                      -------------

Total liabilities and stockholders' equity                            $   1,520,580
                                                                      =============

                  See notes to consolidated financial statements.



                    EAGLE EXPLORATION COMPANY AND SUBSIDIARIES

                       Consolidated Statements of Operations


                                                             For the Years Ended
                                                                  March 31,
                                                           -------------------------
                                                              2004          2003
                                                           -----------   -----------
Revenues
  Oil and gas                                              $    57,927   $    58,241
                                                           -----------   -----------
      Total revenues                                            57,927        58,241
                                                           -----------   -----------

Expenses
  Depreciation                                                   8,906         6,975
  General and administrative expenses                          222,668       195,764
  Other                                                            809           819
                                                           -----------   -----------
      Total expenses                                           232,383       203,558
                                                           -----------   -----------

Loss from operations                                          (174,456)     (145,317)
                                                           -----------   -----------

Other income (expense)
  Interest and dividend income                                  26,451        34,347
  Realized loss on investments available for sale                   -       (742,550)
  Other                                                            250        10,708
                                                           -----------   -----------
      Total other income (expense)                              26,701      (697,495)
                                                           -----------   -----------

Net loss before other comprehensive income                    (147,755)     (842,812)
                                                           -----------   -----------

Other comprehensive income
  Unrealized gain (loss) on investments
   available-for-sale during the year                           35,357       (80,569)
  Plus:  reclassification adjustment for losses
   included in net income                                           -        743,377
                                                           -----------   -----------
      Total other comprehensive income                          35,397       662,808
                                                           -----------   -----------

Comprehensive loss                                         $  (112,398)  $  (180,004)
                                                           ===========   ===========

Basic and diluted weighted average common shares
 outstanding                                                 3,072,836     3,072,836
                                                           ===========   ===========

Basic and diluted loss per common share                    $     (0.05)  $     (0.27)
                                                           ===========   ===========

                  See notes to consolidated financial statements.



                    EAGLE EXPLORATION COMPANY AND SUBSIDIARIES

             Consolidated Statement of Changes in Stockholders' Equity
                    For the Years Ended March 31, 2004 and 2003


                                                                    Other
                                 Common Stock                     Accumulated      Total
                             ---------------------  Accumulated  Comprehensive  Stockholders'
                              Shares      Amount      Deficit    (Loss) Income     Equity
                             ---------  ----------  -----------   -----------   -----------

Balance - March 31, 2002     3,072,836  $6,632,998  $(4,185,661)  $  (658,888)  $ 1,788,449

Net loss                           -           -       (842,812)          -        (842,812)

Unrealized loss on
investments
available-for-sale                 -           -             -        (80,569)      (80,569)

Plus: reclassification
 adjustment for losses
 included in net income            -           -             -        743,377       743,377
                             ---------  ----------  -----------   -----------   -----------

Balance - March 31, 2003     3,072,836   6,632,998   (5,028,473)        3,920     1,608,445

Net loss                           -           -       (147,755)          -        (147,755)

Unrealized gain on
investments
available-for-sale                 -           -            -         40,938         40,938
                             ---------  ----------  -----------   -----------   -----------

Balance - March 31, 2004     3,072,836  $6,632,998  $(5,176,228)  $    44,858   $ 1,501,628
                             =========  ==========  ===========   ===========   ===========

                  See notes to consolidated financial statements.


                    EAGLE EXPLORATION COMPANY AND SUBSIDIARIES

                       Consolidated Statements of Cash Flows


                                                             For the Years Ended
                                                                  March 31,
                                                           -------------------------
                                                              2004          2003
                                                           -----------   -----------

Cash flows from operating activities
  Net loss                                                 $  (147,755)  $  (842,812)
                                                           -----------   -----------
  Adjustments to reconcile net loss to net cash used in
   operating activities
   Realized loss on investments                                     -        742,550
   Depreciation                                                 16,374         6,975
   Loss on disposal of fixed assets                             (1,781)        3,125
   Changes in assets and liabilities
     Accounts receivable                                         8,266        (7,282)
     Prepaid expenses                                               -          1,800
     Accounts payable                                           (1,523)       (6,292)
     Accrued expenses                                            5,238        (1,999)
                                                           -----------   -----------
                                                                26,574       738,877
                                                           -----------   -----------
      Net cash used in operating activities                   (121,181)     (103,935)
                                                           -----------   -----------

Cash flows from investing activities
  (Purchase) redemption of certificates of deposit            (200,000)      297,043
  Purchases of office furniture and equipment                  (34,143)      (29,873)
  Proceeds from sale of office furniture and equipment           6,500            -
  Purchase of investments available-for-sale                  (100,000)           -
  Proceeds from the sale investments available-for-sale             -         24,584
  Proceeds from real estate held for sale                        2,750            -
  Purchase of investment in option to purchase real
   estate                                                      (10,000)     (128,739)
                                                           -----------   -----------
      Net cash (used in) provided by investing
      activities                                              (334,893)      163,015
                                                           -----------   -----------

Net (decrease) increase in cash                               (456,074)       59,080

Cash - beginning of year                                       720,331       661,251
                                                           -----------   -----------

Cash - end of year                                         $   264,257   $   720,331
                                                           ===========   ===========

Supplemental disclosure of non-cash activity:

     The   Company   incurred   unrealized   gains   (losses)   on   investments
     available-for-sale  for the years  ended March 31, 2004 and 2003 of $40,938
     and $(80,569), respectively.


                See notes to consolidated financial statements.


                    EAGLE EXPLORATION COMPANY AND SUBSIDIARIES

                    Notes to Consolidated Financial Statements


Note 1 - Description of Business and Summary of Significant Accounting Policies

Eagle Exploration  Company and Subsidiaries (the "Company")  primary  operations
currently  include the purchase and  development of  residential  and commercial
real estate.  In 1992 the Company began the change of its focus from oil and gas
exploration  to real  estate  development  and in  connection  with this  change
subsequently  sold most of its oil and gas interests and  investments.  However,
the Company  continues  to hold minor  interests in oil and gas  properties  and
indirect  interests  by  acquiring  equity in other oil and gas  companies.  The
Company is also investigating various potential  acquisitions and other business
opportunities.

Principles of Consolidation

The accompanying consolidated financial statements include the accounts of Eagle
Exploration  Company  and  its  subsidiaries.   All  intercompany  accounts  and
transactions have been eliminated in  consolidation.  The following is a listing
of wholly  owned  subsidiaries  of Eagle  Exploration  Company:  Colorado  Eagle
Exploration Company,  Emsen Energy, Inc., Eagle Development Company and Overland
Energy, Inc.

Cash and Cash Equivalents

The Company considers all highly liquid  instruments  purchased with an original
maturity of three months or less to be cash equivalents. The Company continually
monitors  its  positions   with,  and  the  credit  quality  of,  the  financial
institutions  with  which  it  invests.  As  of  the  balance  sheet  date,  and
periodically throughout the year, the Company has maintained balances in various
operating accounts in excess of federally insured limits.

Marketable Securities

The Company  classifies  its investment  securities in one of three  categories:
trading, available-for-sale, or held-to-maturity.  Trading securities are bought
and  held  principally  for  the  purpose  of  selling  them in the  near  term.
Held-to-maturity  securities  are those  securities in which the Company has the
ability and intent to hold the security until maturity. All other securities not
included in trading or held-to-maturity are classified as available-for-sale.

Held-to-maturity  securities  are recorded at amortized  cost,  adjusted for the
amortization   or   accretion   of   premiums   or   discounts.    Trading   and
available-for-sale  securities  are recorded at fair value.  Unrealized  holding
gains and losses on trading  securities  are  included in  earnings.  Unrealized
holding  gains and losses on  available-for-sale  securities  are excluded  from
earnings and are reported as a separate component of stockholder's  equity until
realized.  Transfers of securities between categories are recorded at fair value
at the date of transfers.

Realized gains and losses for securities  classified as  available-for-sale  and
held-to-maturity are recognized in earnings upon sale or redemption at maturity.
The specific  identification  method is used to determine the cost of securities
sold.   Discounts   or   premiums   are   accreted   or   amortized   using  the
level-interest-yield  method to the  earlier of the call date or maturity of the
related held-to-maturity security.

During 2003, the Company elected to permanently  write down the value of several
of its investments  available-for-sale  to the fair market value as of March 31,
2003. The amount  recognized as a permanent  write down of  investments  totaled
$743,377 for the year ending March 31, 2003 and has been  included as a realized
loss  on  investments   available-for-sale  on  the  accompanying   consolidated
statements of operations.

Property and Equipment

Property and  equipment is stated at cost.  Depreciation  is provided  utilizing
straight-line  and accelerated  methods over the estimated  useful lives of five
years for owned assets.

Fair Value of Financial Instruments

The  carrying  amounts  of  financial   instruments   including  cash  and  cash
equivalents,  receivables  and accounts  payable  approximated  fair value as of
March 31, 2004 because of the relatively short maturity of these instruments.

The  carrying  amounts  of  investments  available-for-sale  are based on quoted
market values.

Long-Lived Assets

The Company  reviews its  long-lived  assets for impairment  whenever  events or
changes in circumstances  indicate that the carrying amount of the asset may not
be recovered.  The Company looks primarily to the undiscounted future cash flows
in its assessment of whether or not long-lived assets have been impaired.

Income Taxes

The  Company  recognizes  deferred  tax  liabilities  and  assets  based  on the
differences  between the tax basis of assets and  liabilities and their reported
amounts in the  financial  statements  that will result in taxable or deductible
amounts in future years. The Company's  temporary  differences  result primarily
from fixed assets and oil and gas property.

Revenue Recognition

The Company  recognizes  revenue from oil and gas  royalties  when received on a
cash  basis.  The  Company  recognizes  revenues  related to some minor  working
interests in oil and gas wells as the oil and gas is produced and sold.

The  Company  does  not  have  any  capitalized  costs  relating  to oil and gas
producing   activities  and  are  not  currently  engaged  in  any  acquisition,
exploration  or  development  activities  where  these  types of costs  would be
incurred.  Additionally,  the Company has not  commissioned  a reserve study and
does not anticipate commissioning such a study for the interests that they still
hold due the minor nature of these holdings.

Statement of Financial  Accounting  Standards No. 130, "Reporting  Comprehensive
Income,"  requires the disclosure of comprehensive  income to reflect changes in
equity that result from transactions and economic events from non-owner sources.
Accumulated  other  comprehensive   income  (loss)  for  the  periods  presented
represents  unrealized  holding  losses and gains  associated  with  investments
available-for-sale.  There was no tax  expense or tax  benefit  associated  with
these items.

Basic and Diluted Earnings Per Common Share

In accordance  with SFAS 128,  basic earnings per share are computed by dividing
net income by the number of weighted  average common shares  outstanding  during
the year.  Diluted  earnings per share is computed by dividing net income by the
number of weighted average common shares outstanding during the year,  including
potential  common  shares,  which  consisted of stock  options.  The Company has
incurred a loss for the year ended March 31, 2004 thereby  making the  inclusion
of  stock  options  in  the  2003  dilutive  earnings  per  share   computations
antidilutive.

Stock-Based Compensation

At March  31,  2004,  the  Company  has  stock  options  outstanding,  which are
described more fully in Note 6. The Company has adopted the "disclosure  method"
provisions  of  SFAS  No.  123,  Accounting  for  Stock-Based  Compensation.  As
permitted  under SFAS No. 123, the Company  continues to account for stock-based
compensation  for awards to employees  under the intrinsic value based method of
accounting as prescribed by Accounting  Principles Board Opinion No. 25 (APB No.
25), Accounting for Stock Issued to Employees.  Stock-based compensation paid to
consultants  and other  non-employees  is accounted  for at fair value under the
provisions  of SFAS No. 123.  In December  2002,  the FASB issued  Statement  of
Financial   Accounting   Standards   No.  148,   "Accounting   for   Stock-Based
Compensation-Transition   and  Disclosure"   (SFAS  148),   which  provides  for
alternative  methods to transition  to the fair value method of  accounting  for
stock  options  in  accordance  with  provisions  of  SFAS  Statement  No.  123,
"Accounting  for  Stock-Based  Compensation,"  In  addition,  SFAS 148  requires
disclosure  of the effects of an  entity's  accounting  policy  with  respect to
stock-based compensation on reported net income and earnings per share in annual
and interim financial statements. We adopted the annual disclosure provisions of
SFAS 148 in the financial  statements  for our fiscal year ended March 31, 2004.
The  transition  provisions of SFAS 148 are currently not applicable to us as we
continue to account for  stock-based  compensation in accordance with Accounting
Principles Board Opinion No. 25.

Had  compensation  cost for the  Company's  stock-based  compensation  plan been
determined  consistent  with SFAS No. 123, the Company's pro forma amounts as of
March 31, would have been as indicated:

                                                         2004           2003
                                                     ------------   ------------

   Net loss as reported                              $   (147,755)  $   (842,812)
   Pro forma net loss under SFAS 123                 $          -   $   (889,939)
   Pro forma net loss per share under SFAS 123       $          -   $      (0.29)

   Assumptions
     Dividend yield                                            -%             -%
     Volatility factor                                         -%            126%
     Risk free interest rate                                   -%           4.00%
     Expected Life of Option (in years)                      3.7            4.7

Use of Estimates

The  preparation  of  consolidated   financial  statements  in  conformity  with
accounting  principles  generally  accepted  in the  United  States  of  America
requires  management to make estimates and assumptions  that affect the reported
amounts  of  assets  and  liabilities,  disclosures  of  contingent  assets  and
liabilities at the date of the financial  statements and the reported amounts of
revenues and expenses during the reporting  period.  Actual results could differ
from those estimates.

Recently Issued Accounting Pronouncements

In April 2003, the Financial  Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards (SFAS) No. 149, "Amendment of Statement 133 on
Derivative  Instruments  and  Hedging  Activities."  The  Statement  amends  and
clarifies  financial  accounting  and  reporting  for  derivative   instruments,
including  certain  derivative  instruments  embedded in other contracts and for
hedging  activities  under FASB  Statement No. 133  "Accounting  for  Derivative
Instruments and Hedging  Activities."  This Statement is effective for contracts
entered  into or  modified  after June 30,  2003 and for  hedging  relationships
designated after June 30, 2003. The Company adopted SFAS No. 149 on July 1, 2003
and the adoption did not have a material  impact on its financial  condition and
results of operations of the Company.

In May 2003,  the FASB issued SFAS No. 150,  "Accounting  for Certain  Financial
Instruments with  Characteristics of Both Liabilities and Equity." The Statement
improves the accounting for certain  financial  instruments that, under previous
guidance,  issuers could account for as equity. FASB No. 150 requires that those
instruments be classified as  liabilities  in statements of financial  position.
The adoption of this  statement did not have a material  impact on the financial
position or results of operations of the Company.

In December 2003 the FASB issued FAS No. 132 (Revised) ("FAS 132-R"), Employer's
Disclosure about Pensions and Other Post Retirement Benefits.  FAS 132-R retains
disclosure  requirements  of  the  original  FAS  132  and  requires  additional
disclosures  relating  to assets,  obligations,  cash  flows,  and net  periodic
benefit cost.  FAS 132-R is effective for fiscal years ending after December 15,
2003,  except that certain  disclosures  are  effective  for fiscal years ending
after June 15,  2004.  Interim  period  disclosures  are  effective  for interim
periods  beginning  after  December  15, 2003.  The  adoption of the  disclosure
provisions  of FAS  132-R  did  not  have a  material  effect  on the  financial
Statements.

In December 2003, the Staff of the  Securities  and Exchange  Commission  issued
Staff Accounting Bulletin No. 104, "Revenue  Recognition," which amends SAB 101,
"Revenue  Recognition in Financial  Statements." SAB 104's primary purpose is to
rescind  accounting  guidance  contained in SAB 101 related to  multiple-element
revenue  arrangements,  superseded  as a result of EITF 00-21,  "Accounting  for
Revenue Arrangements with Multiple Deliverables." Additionally, SAB 104 rescinds
the SEC's Revenue Recognition in Financial Statements Frequently Asked Questions
and Answers, or FAQ, issued with SAB 101 that had been codified by SEC Topic 13,
"Revenue  Recognition." Selected portions of the FAQ have been incorporated into
SAB 104.  While  wording of SAB 104 has changed to reflect the  issuance of EITF
00-21, the revenue recognition principles of SAB 101 remain largely unchanged by
the issuance of SAB 104. Adoption of this standard had no material impact on our
financial statements.

In January 2004 the Financial  Accounting  Standards  Board ("FASB") issued FASB
Staff Position ("FSP") FAS 106-1, Accounting and Disclosure Requirements Related
to the Medicare  Prescription  Drug,  Improvement and  Modernization Act of 2003
which  permits a sponsor of a post  retirement  healthcare  plan that provides a
prescription  drug benefit to make a one-time  election to defer  accounting for
the effects of the Medicare Prescription Drug, Improvement and Modernization Act
of 2003.  Regardless of whether a sponsor  elects that  deferral,  FSP FAS 106-1
requires  certain  disclosures  pending further  consideration of the underlying
accounting  issues.  The guidance in FSP FAS 106-1 is  effective  for interim or
annual  financial  statements of fiscal years ending after December 7, 2003. The
adoption  of the  disclosure  provisions  of FAS 132-R  did not have a  material
effect on the financial statements.


Note 2 - Marketable Securities

Marketable securities at March 31, 2004 consist of the following:

                                                                       Unrealized
                                          Fair Value       Cost           Gain
                                         ------------   -----------   ------------

   Investments available-for-sale        $    458,406   $   413,548   $     44,858
                                         ============   ===========   ============

There were no sales of equity  investments during the year ended March 31, 2004.
Proceeds from the sale of equity  securities were $24,584  resulting in realized
loss of $(742,550)  during the year ended and March 31, 2003.  During 2003,  the
Company  elected  to  permanently  write  down  the  value  of  several  of  its
investments  available-for-sale  to the fair market  value as of that date.  The
amount recognized as a permanent write down of investments totaled $743,377, and
has been included as a realized loss on  investments  available-for-sale  in the
accompanying consolidated statements of operations.


Note 3 - Real Estate Held for Sale

The Company owns a 55%  interest in a one-acre,  undeveloped  commercial  lot of
real estate in Thornton, Colorado. On October 22, 2002, the Company entered into
a contract to sell the property for a total purchase price of $560,000,  subject
to the buyer  obtaining  all  government  approvals  and  permits for the buyers
proposed  use.  The City of Thornton  has  approved  the buyer's  proposed  use.
However due to financing problems at closing,  the buyer was unable to close and
forfeited the earnest money. The property is now under contract with a new buyer
at a purchase price of $550.000 with no transaction  commissions.  Upon approval
from the City, the sale is scheduled to close in the fall of 2004.


Note 4 - Equity Investment in LLC

Eagle Development  Company is a 25% member and co-manager of a Limited Liability
Corporation,  which  entered  into an option  agreement to purchase  land.  This
option agreement  requires four $200,000 option payments from the LLC. The first
of these  payments  was paid in August of 2001,  the second  payment was paid on
August 20,  2002,  the third  payment was paid on January 15,  2003.  All option
payments  are  non-refundable  and are applied  toward the  $5,000,000  purchase
price.  The LLC was  required  to pay  $25,000 in earnest  money and may also be
required to pay up to $100,000 to acquire  relevant  relinquishment  agreements,
quit claim deeds,  applicable  surface use  agreements or long term  development
leases.

It is the intent of the LLC to improve  the  property  by  obtaining  the proper
entitlements for single and multi family use. During the entitlement process and
upon  completion,  the property  will be  marketed.  The LLC plans to rezone the
property,  plat the  property  for  high-density  residential  use, and sell the
property prior to the expiration date of the option agreement.

As of March 31, 2004, the LLC has capitalized all of its expenditures related to
the real estate transaction. Thus, there has been no income or expense reflected
on the  Company's  financial  statements  related to its  investment in the LLC.
During the year ended March 31,  2004,  the Company  contributed  an  additional
$128,739 to the LLC, bringing its total investment in the LLC to $212,738.

In accordance with its plan, the LLC entered into an option  agreement  ("Second
Option") with an unaffiliated national builder. The homebuilder notified the LLC
of its intent to proceed  under the Second  Option on  December  26,  2003.  The
Second  Option  essentially  assigns  the First  Option to the  homebuilder  and
requires the  homebuilder,  to the extent it  continues,  to escrow with a title
company semi-annual payments in the amount of $234,000,  which may be applied to
its purchase price, as consideration for the assignment. This amount was reduced
to  $134,000  for the  payments  due on June 30,  2004,  and  subsequently.  The
homebuilder  must also pay the remaining  option payments under the First Option
and pay all entitlement,  zoning and development costs. If the necessary permits
and approvals are acquired,  the homebuilder has the right to purchase a minimum
of  approximately   600  lots  (platting  will  determine  the  ultimate  number
available) on a portion of the property  encompassing  approximately  200 of the
total of 320 acres.  The homebuilder  will be required to pay to the LLC $19,500
per lot. The remaining parcel of approximately 120 acres to the City in exchange
for park fee credits to be purchased by the homebuilder from the LLC at the time
building  permits are obtained for each  residence at the rate of  approximately
$2,000 per unit. As additional  consideration  for the parcel,  the  homebuilder
agreed to assign on-site  improvements and off-site  improvements  pertaining to
the project to a  metropolitan  district,  formed by the LLC, with  instructions
that the LLC will be entitled  to any  payments  or  reimbursements  made to the
district.

During the option period,  which can be extended under certain  circumstances to
December 31, 2008, the  homebuilder  has the right to exercise the Second Option
as to 40 percent of the approximately 600 lots thereby exercising and paying the
full amount due under the First Option.  The homebuilder  must then reassign the
remaining  portions of the land to the LLC. The homebuilder  will have the right
to  acquire  approximately  180 lots  from the LLC at a second  closing,  and an
option to acquire the remaining 180 lots at a third and final closing.

Subject to regulatory  approvals and possible  extension,  and other conditions,
the first  closing  under the Second  Option may occur no later than January 25,
2005.  The second  closing may be scheduled no earlier than one year,  nor later
than two years thereafter.  The final closing may be scheduled no later than the
earlier of two years after the second  closing or 21 days after the  homebuilder
has sold 105 of the lots acquired on the second closing.

There can be no assurance that the  homebuilder  will be successful in obtaining
all of the many local, county and state approvals, permits and licenses required
to commence  development  of the land  subject to the  options.  In addition the
homebuilder  faces risks outside its control,  including  city approval of final
plat,  title  defects,   inability  to  obtain  adequate  water  and  sanitation
facilities,   general  economic  conditions,   changes  in  interest  rates  and
infrastructure  problems.  Further  in the  event  the LLC is unable to obtain a
final plat from the city and or adequate water and sanitation facilities are not
available,  the LLC is  obligated to reimburse  the  homebuilder  for its option
payments.  Hence,  there can be no assurance that the homebuilder  will exercise
any of its rights under the Second  Option or that the LLC could then find other
parties to develop the  property  within the time  periods  remaining  under the
First Option.


Note 5 - Income Taxes

The Company did not  provide a current or deferred  federal or state  income tax
provision or benefit for any of the periods presented because it has experienced
recurring  operating losses. The Company has provided a full valuation allowance
on the  deferred tax asset,  consisting  primarily  of the net  operating  loss,
because of uncertainty regarding its realizability.

Reconciliations  between the statutory federal income tax expense (benefit) rate
as a percentage of net loss before income taxes is as follows:

                                                                March 31,
                                                        --------------------------
                                                            2004          2003
                                                        ------------   -----------

   Statutory federal income tax rate                          34.0%         34.0%
   Valuation allowance                                       (34.0)%       (34.0)%
                                                        ------------   ----------
                                                                               -%
   Effective tax rate per financial statements                    -%           -%
                                                        ============   ==========

As of March 31, 2004, the Company has net operating loss carryforwards  totaling
approximately $2,884,000 and expire at various times through 2024.

The Company has a deferred tax asset of approximately  $1,076,000 as a result of
the net operating losses assuming a 34% effective tax rate. There is uncertainty
as to whether the Company  will  generate  sufficient  revenues in the future to
utilize the net operating loss  carryforwards and therefore 100% of the deferred
tax asset  resulting  from the net operating loss  carryforwards  has been fully
reserved.


Note 6 - Stock Options

On July 17, 2002,  the Board  approved the issuance of 275,000  stock options to
certain employees. The purchase price of the common stock was $.20 per share and
exercisable over a five year term.

The Company has adopted the disclosure-only provisions of Statement of Financial
Accounting  Standards  No.  123,  "Accounting  for  Stock-Based   Compensation".
Accordingly,  no  compensation  cost has been  recognized  for the stock  option
plans.

The following table presents the activity for options:

                                                 For the Years Ended
                                                      March 31,
                                --------------------------------------------------
                                           2004                      2003
                                ------------------------- ------------------------
                                    Options      Price *      Options      Price *
                                ------------- ----------- ------------- ----------
   Outstanding, beginning of
   year                               275,000 $      0.20            -  $     0.20
   Granted                                 -           -        275,000       0.20
   Forfeited/canceled                      -           -             -          -
   Exercised                               -           -             -          -
                                ------------- ----------- ------------- ----------

   Outstanding, end of year           275,000 $      0.20       275,000 $     0.20
                                ============= =========== ============= ==========

* Price reflects the weighted average exercise price.


Note 7 - Commitments

Operating Leases

The Company leases its office space under an operating  lease through August 31,
2004. Rent expense was $12,908 and $12,840 for the year ended March 31, 2004 and
2003, respectively.

Future minimum lease payments under this lease is approximately as follows:

   Year Ending March 31,
   ---------------------
         2005                                           $       4,050
                                                        =============


Item  8.  Changes  in and  Disagreements  with  Accountants  on  Accounting  and
Financial Disclosure.

     The  disclosure   requirements  of  Item  304  of  Regulation  SB  are  not
applicable.

Item 8A.  Controls and Procedures.

     Our Chief Executive  Officer and Chief Financial Officer have evaluated the
effectiveness  of our disclosure  controls and procedures (as such is defined in
Rules  13a-13(c) and  15d-14(c)  under the  Securities  Exchange Act of 1934, as
amended (the "Exchange Act"), as of the period covered by this report.  Based on
such  evaluation,  such officers have concluded  that, as of March 31, 2004, our
disclosures  and  procedures are effective in alerting them on a timely basis to
material   information   relating  to  our  Company  (including  our  controlled
subsidiaries)  required to be included in our reports  filed or submitted  under
the Exchange Act.


                                     PART III

Item 9. Directors, Executive Officers, Promoters and Control Persons; Compliance
with Section 16 (a) of the Exchange Act.

     The following are the directors and executive officers of the Company.

                   Raymond N.          Paul M.             M. D.
                   Joeckel (1)         Joeckel (1)         Young
                   ------------        ------------        -------------

Director since     October 1979        October 1979        February 1990

Position(s) with   President, Chief    Secretary, Chief    Director
The Company        Executive Officer   Financial Officer
                   & Director          & Director

Age                78                  52                  80
---------------

(1) Messrs. Raymond N. Joeckel and Paul M. Joeckel, the Company's only executive
officers,  have served as the Company's  President and Secretary,  respectively,
since  December,  1979. The executive  officers of the Company hold office until
their  death,  resignation,  or removal by the Board of  Directors.  There is no
arrangement or understanding between any director or officer or any other person
pursuant to which he was or is to be selected as a director or officer.  Paul M.
Joeckel is the son of Raymond N. Joeckel.

     Raymond N. Joeckel  attended Los Angeles City College and the University of
Southern  California in programs,  which did not lead to degrees. He received an
LL.B. degree from Southwestern University, Los Angeles, California, in 1950. Mr.
Joeckel  joined  Shell Oil Company as a landman in 1950 and became Land  Manager
for the Rocky Mountain region for Shell Oil Company in 1962. He remained in that
position until 1969 at which time he became an independent  oil and gas operator
dealing primarily in oil and gas leases.

     Paul M. Joeckel  received a B. A. degree in Economics  from Colorado  State
University in 1976. During 1976 and until 1977, Mr. Joeckel was self-employed as
an independent landman. From June 1977, until joining the Company on a full-time
basis in January 1980,  Diamond  Shamrock  Corporation  employed him as a senior
landman.

     M. D. Young received a B. A. degree in Geology from  Vanderbilt  University
in 1951 at Nashville, Tennessee. From 1952 to 1960 Mr. Young worked for Gulf Oil
Corporation  as an Area  Geologist.  Subsequently,  he has been a consultant  to
various  companies in the industry.  Mr. Young has also been a working  interest
owner in many wildcat wells in the Rocky Mountain region.  Mr. Young is a member
of the American Association of Petroleum Geologists. Mr. Young is now retired.

     No  director  serves  as a member of the  Board of  Directors  of any other
company  with a class of  equity  securities  registered  under  the  Securities
Exchange  Act of 1934  ('34  Act) or any  company  registered  as an  investment
company under the Investment Company Act of 1940.

     Section 16(a) of the '34 Act requires  officers,  directors and the persons
who own more than ten percent of the Company's equity securities to file reports
of  ownership  and  changes  in  ownership  with  the  Securities  and  Exchange
Commission  (the  "SEC").  Directors,  officers  and  greater  than ten  percent
shareholders  are  required by the SEC  regulation  to furnish the Company  with
copies of all Section 16(a) reports filed.

     Based  solely on its review of the copies of the reports it  received  from
persons  required to file,  the Company  believes  that during the period  ended
March  31,  2004,  all  SEC  filing  requirements  applicable  to its  officers,
directors and greater than ten percent shareholders were met.


Item 10.  Executive Compensation.

     The following  information  shows the  compensation  of the named executive
officers for each of the Company's last two fiscal years.

                                      SUMMARY COMPENSATION TABLE

                     ANNUAL COMPENSATION                       LONG TERM COMPENSATION
-------------------------------------------------------------------------------------------------------

Name and                                                 Restricted
Principal                               Other Annual     Stock        Options/   LTIP      All Other
Position     Year    Salary    Bonus    Compensation*    Awards       SARs       Payouts   Compensation
-------------------------------------------------------------------------------------------------------

Raymond N.   2004    N/A       N/A      $4,301           N/A          N/A        N/A       N/A
Joeckel      2003    N/A       N/A      $4,301           N/A          N/A        N/A       N/A
President

Paul M.      2004    $66,000   N/A      $8,125           N/A          N/A        N/A       N/A
Joeckel      2003    $64,000   N/A      $7,668           N/A          N/A        N/A       N/A
---------------

     * Other annual  compensation  does not include the amount  attributable  to
Company cars that the officers are allowed to use.

     It is  anticipated  that salary  payments to officers by the Company during
the next fiscal year for services in all  capacities  will not exceed the amount
set forth in the above table.

     The Company provides medical  insurance for all of its full-time  employees
and executive officers.


Item 11.  Security Ownership of Certain Beneficial Owners and Management.

     The following table sets forth information,  as of July 14, 2004, regarding
the common  stock  ownership  of those  persons  known by the  Company to be the
beneficial  owners of more than five percent of its common stock,  it directors,
and its officers and directors as a group.

Name & Address of           Amount & Nature of            Percent of
Beneficial Owner            Beneficial Ownership          Class
----------------            --------------------          -----

Paul M. Joeckel             439,599 shares (1)            14.31%
1801 Broadway               Direct and options
Suite 810
Denver, CO 80202

Raymond N. Joeckel          100,000 shares (2)             3.26%
250 El Camino Real          Options
Suite 218
Tustin, CA 92780

M. D. Young                 500 shares                     -0-
483 Clubhouse Court         Direct
Loveland, CO 80537

Paul M. Joeckel, Trustee    1,346,481 shares              43.82%
Joeckel Family Trust        Direct
1801 Broadway
Suite 810
Denver, CO 80202

Norman K. Brown             354,641 shares                11.54%
3857 46th Avenue, NE        Direct
Seattle, WA 98105

All officers and            1,886.580 shares              61.39%
directors as a group        Direct and options
---------------

(1) Includes 150,000 shares underlying presently exercisable options. See Note 6
to the Consolidated  Financial  Statements.  Also includes 94,122 shares held by
Joeckel Enterprises of which Paul M. Joeckel is the managing partner.

(2) Represents shares underlying  presently  exercisable  options. See Note 6 to
the Consolidated Financial Statements.

     The Company  knows of no  arrangements,  which could at a  subsequent  date
result in a change in control of the Company.


Item 12.  Certain Relationships and Related Transactions.

     There were no  transactions  during the fiscal  year ended  March 31,  2004
required to be reported hereunder.


                                      PART IV


Item 13.  Exhibits and Reports on Form 8-K.

      (a)   Exhibits:


Item No.
Per S-K     Document as Form 10-KSB Exhibit                 Reference
-------     -------------------------------                 ---------

(2)         Plan of acquisition, sale,                      - None -
            reorganization arrangement,
            liquidation or succession

(3)         Articles of Incorporation and By-Laws             (1)

(4)         Instruments defining the rights of              - None -
            security holders, including indentures

(5)         Opinion re: legality                            - None -

(6)         No exhibit required                               N/A

(7)         No exhibit required                               N/A

(9)         Voting trust agreement                          - None -

(10)        Material contracts:

10.02(a)    Colony Square                                    (2)

10.02(b)    Buffalo Highlands, LLC                           (2)

10.03 Agreement to Assign Option Agreement
            And Option Agreement dated
            November 11, 2003                                (3)

(11)        Statement re: Computation of per                  N/A
              share earning

(12)        No exhibit required                               N/A

(13)        Annual or quarterly reports, Form 10-Q          - None -
            or Form 10-QSB

(16)        Letter re: change in certifying                 - None -
            accountants

(18)        Letter re: change in accounting                 - None -
            principles

(21)        Subsidiaries of the Registrant                    (1)

(23)        Consent of experts and counsel                  - None -

(24)        Power of attorney                               - None -

(25)        Statement of eligibility of trustee             - None -

31.1        Certification of Chief Executive Officer
            Section 302                                       (4)

31.2        Certification of Chief Financial Officer
            Section 302                                       (4)

32.1        Certification of Chief Executive Officer
            Section 906                                       (4)

32.2        Certification of Chief Financial Officer
            Section 906                                       (4)
--------------

(1)  Previously  filed  documents   incorporated  herein  by  reference  to  the
     Company's  Registration  statement  on Form  S-1  (No.  2-67971)  effective
     September 14, 1980,  and the Company's  Reports on Form 10-K for the fiscal
     year ended March 31, 1994, and previous years.

(2)  Filed with the  Company's  Annual Report on Form 10-KSB for the fiscal year
     ended March 31, 2002.

(3)  Filed with the Company's Report on Form 8-K on January 16, 2004.

(4)  Filed herewith.

(5)  The  Company  did not file a Report on Form 9-K during the last  quarter of
     the period covered by this Annual Report.

Item 14.  Principal Accountant Fees and Services.

     The Company paid its principal accountant the following fees:

                                        Fiscal Year       Fiscal Year
                                        -----------       -----------
                                           2004               2003
                                           ----               ----

      Audit and Quarterly Review Fees    $ 15,936           $ 12,025
      Other Audit Related Fees           $     -            $     -
      Tax Fees                           $  3,765           $  1,800
      Other Fees                         $     -            $     -


                                    SIGNATURES

     In accordance  with Section 13 or 15(d) of the  Securities  Exchange Act of
1934,  the  Registrant  caused  this  report to be  signed on its  behalf by the
undersigned, thereunto duly authorized.

                                    EAGLE EXPLORATION COMPANY



                                    By:/s/Raymond N. Joeckel
                                       Raymond N. Joeckel
                                       President


     In accordance  with the  Securities  Exchange Act of 1934,  this report has
been signed below by the following  persons on behalf of the  Registrant  and in
the capacities and on the dates indicated.

Date
----

July 14, 2004                 /s/Raymond N. Joeckel
                              Raymond N. Joeckel
                              President, Chief Executive Officer
                              & a director




July 14, 2004                 /s/Paul M. Joeckel
                              Paul M. Joeckel
                              Secretary, Chief Financial Officer
                              & a director





July 14, 2004                 /s/M. D. Young
                              M. D. Young
                              A director




                                   EXHIBIT INDEX
                                   -------------


No.         Description
---         -----------

31.1  Certification of Chief Executive Officer
31.2  Certification of Chief Financial Officer
32.1  Certification of Chief Executive Officer
32.2  Certification of Chief Financial Officer`